Common use of Exercise of Rights Clause in Contracts

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder written notice of its intention, describing the Equity Securities, the price, and the terms and conditions upon which the Company proposes to issue the same. Each Holder shall have fifteen (15) days from the receipt of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 7 contracts

Samples: Rights Agreement (Air South Airlines Inc), Convertible Debenture Purchase Agreement (Air South Airlines Inc), Rights Agreement (Air South Airlines Inc)

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Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder Participation Rights Investor written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder Participation Rights Investor shall have fifteen (15) business days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder who Participation Rights Investor that would cause the Company to be in violation of applicable federal securities laws or State Securities Laws by virtue of such offer or sale.

Appears in 5 contracts

Samples: Rights Agreement, Investor Rights Agreement (Gemphire Therapeutics Inc.), Investor Rights Agreement (Gemphire Therapeutics Inc.)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder written notice of its intention, describing the Equity Securities, the price, and the terms and conditions upon which the Company proposes to issue the same. Each Holder shall have fifteen (15) days from the receipt effective date of such notice as defined in Section 6.7 to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 3 contracts

Samples: Investors' Rights Agreement (Rightnow Technologies Inc), Investors' Rights Agreement (Rightnow Technologies Inc), ' Rights Agreement (Rightnow Technologies Inc)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder Purchaser written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder Purchaser shall have fifteen (15) days from the receipt giving of such notice to agree to purchase its pro rata PRO RATA share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder Purchaser who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 3 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Maxim Pharmaceuticals Inc), Convertible Preferred Stock Purchase Agreement (Maxim Pharmaceuticals Inc), Preferred Stock Purchase Agreement (Maxim Pharmaceuticals Inc)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder Major Purchaser written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder Major Purchaser shall have fifteen (15) days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder Major Purchaser who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 3 contracts

Samples: Rights Agreement (Coulter Pharmaceuticals Inc), Investors' Rights Agreement (Endocardial Solutions Inc), Investors' Rights Agreement (Be Inc)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder Shareholder written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder Investor and Key Executive shall have fifteen ten (1510) business days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder who Investor or Key Executive that would cause the Company to be in violation of applicable federal Federal or state securities laws by virtue of such offer or salesale or require the Company to deliver any offering memorandum or similar documentation not otherwise provided in order to avoid any such violation.

Appears in 2 contracts

Samples: Investor Rights Agreement (Paylocity Holding Corp), Investor Rights Agreement (Paylocity Holding Corp)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder Stockholder written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder Stockholder shall have fifteen (15) days from the receipt giving of such notice to agree to purchase its pro rata PRO RATA share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder Stockholder who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 2 contracts

Samples: Investor Rights Agreement (Elitra Pharmaceuticals Inc), Rights Agreement (Cayenta Inc)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder the Buyer written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder The Buyer shall have fifteen (15) days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder who the Buyer if it would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 2 contracts

Samples: Subscription Agreement (Microcide Pharmaceuticals Inc), Subscription Agreement (Essential Therapeutics Inc)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder the Prior Holders and the Ford Holders written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder The Prior Holders and the Ford Holders shall have fifteen (15) days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any such Prior Holder who or Ford Holder if it would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 2 contracts

Samples: Stock Transfer Agreement (Vastera Inc), ' Rights Agreement (Vastera Inc)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Participating Holder written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Participating Holder shall have fifteen thirty (1530) days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Participating Holder who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 2 contracts

Samples: Rights Agreement (Two Way Tv Us Inc), Investor Rights Agreement (Interactive Network Inc /Ca)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder Owner written notice of its intention, describing the Equity Securities, the price, price per share and the terms and conditions upon which the Company proposes to issue the sameEquity Securities. Each Holder Owner shall have fifteen twenty (1520) days from the receipt giving of such notice to agree to purchase up to its pro rata share of the Equity Securities for the price per share and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder Owner who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Rights Agreement (Dynavax Technologies Corp)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder shall have fifteen (15) days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Investor Rights Agreement (Myogen Inc)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each the Holder written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each The Holder shall have fifteen (15) days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any the Holder who if such offer or sale would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Common Stock Exchange and Stockholder Agreement (CorMedix Inc.)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder First Refusal Investor written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder First Refusal Investor shall have fifteen twenty (1520) days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder First Refusal Investor who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Rights Agreement (Symbion Inc/Tn)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Right Holder written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Right Holder shall have fifteen (15) days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Right Holder who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Investor Rights Agreement (Linkshare Corp)

Exercise of Rights. If the Company proposes to issue any Equity Offered Securities, it shall give each Holder written notice of its intention, describing the Equity Offered Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder shall have fifteen (15) days from the receipt giving of such notice to agree to purchase its pro rata PRO RATA share of the Equity Offered Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Offered Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Offered Securities to any Holder who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Rights Agreement (Raptor Networks Technology Inc)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder Purchaser written notice of its intention, describing the Equity Securities, the price, and the terms and conditions upon which the Company proposes to issue the same. Each Holder Purchaser shall have fifteen (15) days from the receipt giving of such notice to agree to purchase its pro rata share Pro Rata Share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder Purchaser if such offer or sale who would cause the Company to be in violation of applicable federal or state securities laws by virtue of such offer or salelaws.

Appears in 1 contract

Samples: Investors' Rights Agreement (Corixa Corp)

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Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder Investor written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder Investor shall have fifteen (15) days from the receipt giving of such notice to agree to purchase his, her or its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder Investor who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Investor Rights Agreement (NxStage Medical, Inc.)

Exercise of Rights. If the Company proposes to issue any Equity SecuritiesSecurities other than those excluded under Section 4.6, it shall give each Holder Investor written notice of its intention, describing the Equity Securities, the price, and the terms and conditions upon which the Company proposes to issue the same. Each Holder Investor shall have fifteen ten (1510) days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder Investor who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Investors' Rights Agreement (Pharsight Corp)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder the Purchaser written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder The Purchaser shall have fifteen ten (1510) days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder who the Purchaser if such offer or sale would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or salelaws.

Appears in 1 contract

Samples: Subscription Agreement (Lifevantage Corp)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Eligible Holder written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Eligible Holder shall have fifteen (15) days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Eligible Holder who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Investor Rights Agreement (Firstworld Communications Inc)

Exercise of Rights. If the Company proposes to issue any Equity Securities, ; it shall give each Holder written notice of its intention, describing the Equity Securities, the price, ; and the terms and conditions upon which the Company proposes to issue the same. Each Holder shall have fifteen (15) days from the receipt of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Convertible Debenture Purchase Agreement (Air South Airlines Inc)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Series D-E Holder written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each The Series D-E Holder shall have fifteen five (155) days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Series D-E Holder who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Investor Rights Agreement (Arena Pharmaceuticals Inc)

Exercise of Rights. If the Company proposes to issue any Equity ------------------ Securities, it shall give each Holder Stockholder prior written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder Stockholder shall have fifteen (15) days Business Days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder Stockholder who would cause the Company to be in violation of applicable federal or state securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Stockholders' Agreement (Enviro Clean of America Inc)

Exercise of Rights. If the Company proposes to ------------ ------------------ issue any Equity Securities, it shall give each Holder written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder shall have fifteen (15) days from the receipt giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Warrant Agreement (Loudcloud Inc)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall all give each Holder Investor written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder Investor shall have fifteen (15) days from the receipt giving of such notice to agree to purchase his, her or its pro rata Adjusted Pro Rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder Investor who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Investor Rights Agreement (NxStage Medical, Inc.)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder Investor written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder Investor shall have fifteen (15) days from the receipt giving of such notice to agree to purchase (but not actually consummate such purchase within such 15-day period) its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder Investor who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Rights Agreement (Versicor Inc /Ca)

Exercise of Rights. If the Company proposes to issue any Equity Securities, it shall give each Holder Stockholder written notice of its intention, describing the Equity Securities, the price, price and the terms and conditions upon which the Company proposes to issue the same. Each Holder Stockholder shall have fifteen ten (1510) days from the receipt giving of such notice to agree to purchase its such Stockholder’s pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Holder Stockholder who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.

Appears in 1 contract

Samples: Stockholder Agreement (Spacedev Inc)

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